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TI Code of Conduct: http://www.ti.com/corp/docs/company/ti-code-of-conduct.pdf http://www.ti.com/corp/docs/company/ti-code-of-conduct.pdf - Signed in 2015 by t

TI Code of Conduct: http://www.ti.com/corp/docs/company/ti-code-of-conduct.pdf http://www.ti.com/corp/docs/company/ti-code-of-conduct.pdf - Signed in 2015 by then-CEO, president, and chairman, Rich Templeton. Rich had named Brian Crutcher as his CEO successor on June 1st, and today has permanently resumed CEO responsibilities. Their CEO isn't exempt from the ethics policy: Violations of the code may be punishable by reprimand or termination, and in some cases, are criminal offenses. No provision of this code may be waived for any director, officer or employee. Not seeing fraternization listed, only lawbreaking, bribery, export controls, conflict of interest, etc. From another article[0], Brian has only been CEO for 47 days, since June 1st. TI said that Crutcher resigned because of violations of the company’s code of conduct related to personal behavior “that are not consisent with our ethics and core values, but not related to company strategy, operations, and financial reporting.” [0] [0] https://dallasinnovates.com/rich-templeton-takes-command-again-at-texas-instruments/ https://dallasinnovates.com/rich-templeton-takes-command-aga...

forapurpose 8y ago
> Violations of the code may be punishable by reprimand or termination, and in some cases, are criminal offenses. No provision of this code may be waived for any director, officer or employee. That's helpful, but whoever created the code can change it.
- erikpukinskis 8y ago
  That’s true, but changing it is different from being exempt from it. Changing it requires disclosure of the changes ahead of time.
  - forapurpose 8y ago
    The rulemakers can make any internal rules they want, including retroactive exemption. However, they are subject to external rules, including law and regulations, and I imagine that the current rules would give a lot of ammo to anyone who wanted to sue TI even if the rules were retroactively changed: The company might have a hard time convincing a judge that conduct that they thought was harmful in February is suddenly ok in May. > Changing it requires disclosure of the changes ahead of time Why must they disclose changes ahead of time? Why couldn't they say 10 minutes from now, 'the former policy is now void'?
    - erikpukinskis 8y ago
      I don’t think that’s true. If a board member tries to change the rules after violating them, shareholders can use the courts to force a board takeover vote. If the shareholders are ok with the retroactive change then it’s not really board power at play it’s owner power. If your point is that the owners are ultimately in control then, not to be rude but, duh.
  - rmwaite 8y ago
    “Larry, please explain to us the purpose of the Permissable Groping section again”
mikekchar 8y ago
I'm probably imagining things, but this sounds mostly like internal politics. Why would a CEO hand over the reins and then less than 2 months later return indefinitely? The succession was announced in January and was apparently part of a "well planned" transition to move Brian Crutcher to the CEO position. I couldn't find a quote from Rich Templeton on the move, which seems strange for a "well planned" transition. My guess: The two have been exercising "pointy elbows" for a while now and this is the fallout. But like, I said, it's pure speculation...
- tptacek 8y ago
  I mean, strictly speaking, you are clearly just imagining things; no information has been released about the nature of the violation.
  - philip1209 8y ago
    Except that it was a violation of their code of conduct. They could have left that part out and just said "he resigned"
- untog 8y ago
  That... or the CEO violated the code of conduct and was fired for it.
- AdamH12113 8y ago
  Former TIer here. Crutcher's been on the fast track to CEO for 5+ years and was rising very rapidly before that. That wouldn't have happened if Templeton didn't like him. I'm more surprised that Templeton is back in charge. He's got to have serious egg on his face now that his hand-picked successor has been fired immediately after taking over the job.
stult 8y ago
The antiharassment section could prohibit fraternization. It's pretty vague and points the reader to a separate Q&A document, which I suppose provides more detail on what constitutes harassment.
- dkarl 8y ago
  Given his position as CEO, there aren't any employees he could "fraternize" with, if "fraternizing" implies no hierarchical reporting relationship. I think in this context that is the significance of the word, which like "fraternal" is connected to the concept of brotherhood and connotes at least nominal equality between the participants.
  - TheCoelacanth 8y ago
    I believe "fraternization" is being used as a euphemism for some kind of romantic or sexual relationship.

forapurpose 8y ago

> Violations of the code may be punishable by reprimand or termination, and in some cases, are criminal offenses. No provision of this code may be waived for any director, officer or employee. That's helpful, but whoever created the code can change it.

erikpukinskis 8y ago
That’s true, but changing it is different from being exempt from it. Changing it requires disclosure of the changes ahead of time.
- forapurpose 8y ago
  The rulemakers can make any internal rules they want, including retroactive exemption. However, they are subject to external rules, including law and regulations, and I imagine that the current rules would give a lot of ammo to anyone who wanted to sue TI even if the rules were retroactively changed: The company might have a hard time convincing a judge that conduct that they thought was harmful in February is suddenly ok in May. > Changing it requires disclosure of the changes ahead of time Why must they disclose changes ahead of time? Why couldn't they say 10 minutes from now, 'the former policy is now void'?
  - erikpukinskis 8y ago
    I don’t think that’s true. If a board member tries to change the rules after violating them, shareholders can use the courts to force a board takeover vote. If the shareholders are ok with the retroactive change then it’s not really board power at play it’s owner power. If your point is that the owners are ultimately in control then, not to be rude but, duh.
- rmwaite 8y ago
  “Larry, please explain to us the purpose of the Permissable Groping section again”

mikekchar 8y ago

I'm probably imagining things, but this sounds mostly like internal politics. Why would a CEO hand over the reins and then less than 2 months later return indefinitely? The succession was announced in January and was apparently part of a "well planned" transition to move Brian Crutcher to the CEO position. I couldn't find a quote from Rich Templeton on the move, which seems strange for a "well planned" transition. My guess: The two have been exercising "pointy elbows" for a while now and this is the fallout. But like, I said, it's pure speculation...

tptacek 8y ago
I mean, strictly speaking, you are clearly just imagining things; no information has been released about the nature of the violation.
- philip1209 8y ago
  Except that it was a violation of their code of conduct. They could have left that part out and just said "he resigned"
untog 8y ago
That... or the CEO violated the code of conduct and was fired for it.
AdamH12113 8y ago
Former TIer here. Crutcher's been on the fast track to CEO for 5+ years and was rising very rapidly before that. That wouldn't have happened if Templeton didn't like him. I'm more surprised that Templeton is back in charge. He's got to have serious egg on his face now that his hand-picked successor has been fired immediately after taking over the job.

stult 8y ago

The antiharassment section could prohibit fraternization. It's pretty vague and points the reader to a separate Q&A document, which I suppose provides more detail on what constitutes harassment.

dkarl 8y ago
Given his position as CEO, there aren't any employees he could "fraternize" with, if "fraternizing" implies no hierarchical reporting relationship. I think in this context that is the significance of the word, which like "fraternal" is connected to the concept of brotherhood and connotes at least nominal equality between the participants.
- TheCoelacanth 8y ago
  I believe "fraternization" is being used as a euphemism for some kind of romantic or sexual relationship.